UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------- FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2001 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from _______________ to ________________. Commission File Number: 0-22390 ------------------- SHARPS COMPLIANCE CORP. (Name of Small Business Issuer in its Charter) DELAWARE 74-2657168 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 9050 KIRBY DRIVE, HOUSTON, TEXAS 77054 (Address of principal executive offices) (Zip Code) (713) 432-0300 Registrant's telephone number Securities Registered under 12(g) of the Exchange Act: TITLE OF EACH CLASS ------------------- Common Stock, $0.01 Par Value Check whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes[X] No[ ] Number of shares outstanding of the issuer's Capital Stock as of February 12: 8,626,444 Transitional Small Business Disclosure Format (check one): Yes[ ] No[X] SHARPS COMPLIANCE CORP. AND SUBSIDIARIES INDEX PAGE PART I FINANCIAL INFORMATION Item 1. Financial Statements Condensed Consolidated Balance Sheets-March 31, 2001 (Unaudited) and June 30, 2000...................... 3 Unaudited Condensed Consolidated Statements of Operations - For the three months ended March 31, 2001 and 2000................................. 4 Unaudited Condensed Consolidated Statements of Operations - For the nine months ended March 31, 2001 and 2000................................. 5 Unaudited Condensed Consolidated Statements of Cash Flows - For the nine months ended March 31, 2001 and 2000................................. 6 Notes to Unaudited Condensed Consolidated Financial Statements ................................... 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..................... 9 PART II OTHER INFORMATION Item 1. Legal Proceedings ........................................... 11 Item 6. Exhibits and Reports on Form 8-K ............................ 11 SIGNATURE............................................................ 12 2 PART I FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS SHARPS COMPLIANCE CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS MARCH 31, JUNE 30, ASSETS 2001 2000 ----------- ----------- (UNAUDITED) CURRENT ASSETS: Cash and cash equivalents .................................................... $ 26,874 $ 153,346 Short-term investments ....................................................... 325,000 40,984 Accounts receivable, net ..................................................... 681,828 794,643 Inventory .................................................................... 315,500 221,105 Prepaids and other ........................................................... 37,703 80,831 ----------- ----------- Total current assets .............................................. 1,386,905 1,290,909 PROPERTY AND EQUIPMENT, net .................................................... 240,656 180,736 INTANGIBLE ASSETS, net ......................................................... 45,552 60,736 NOTE RECEIVABLE FROM STOCKHOLDER ............................................... 320,000 320,000 ----------- ----------- Total assets ...................................................... $ 1,993,113 $ 1,852,381 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES: Accounts payable ............................................................. $ 505,263 $ 354,538 Accrued liabilities .......................................................... 106,730 129,087 Accrued disposal costs ....................................................... 610,361 1,371,193 Deferred revenue ............................................................. 79,117 -- Current maturities of notes payable .......................................... 23,758 64,718 ----------- ----------- Total current liabilities ......................................... 1,325,229 1,919,536 NOTES PAYABLE, net of current portion .......................................... 4,298 8,780 LONG TERM ACCRUED DISPOSAL, net of current portion ............................. 215,336 -- LONG TERM DEFERRED REVENUE, net of current portion ............................. 26,113 -- ----------- ----------- Total liabilities ................................................. 1,570,976 1,928,316 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY (DEFICIT): Preferred stock, $.01 par value per share; 1,000,000 shares authorized; -0- shares issued and outstanding ....................................... -- -- Common stock, $.01 par value per share; 20,000,000 shares authorized; 8,626,444 and 7,626,444 shares issued and outstanding, respectively ..... 86,264 76,264 Additional paid-in capital ................................................... 5,382,188 4,392,188 Accumulated deficit .......................................................... (5,046,315) (4,544,387) ----------- ----------- Total stockholders' equity (deficit) .............................. 422,137 (75,935) ----------- ----------- Total liabilities and stockholders' equity (deficit) .............. $ 1,993,113 $ 1,852,381 =========== =========== The accompanying notes are an integral part of these consolidated financial statements. 3 SHARPS COMPLIANCE CORP. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, ----------------------------- 2001 2000 ----------- ----------- REVENUES: Distribution, net .................. $ 1,148,948 $ 915,582 Consulting services ................ 2,160 42,790 Environmental ...................... 31,679 -- ----------- ----------- Total revenues ................. 1,182,787 958,372 COSTS AND EXPENSES: Cost of revenues ................... 209,599 551,824 Selling, general and administrative ................... 764,206 758,367 Depreciation and amortization ...... 25,807 25,540 ----------- ----------- Operating income (loss) ....... 183,175 (377,359) INTEREST INCOME, net ................. 1,539 9,047 ----------- ----------- Net income (loss) .............. $ 184,714 $ (368,312) =========== =========== BASIC AND DILUTED NET INCOME (LOSS) PER SHARE ..................... $ .02 $ (.05) =========== =========== SHARES USED IN COMPUTING NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED .................. 8,626,444 7,626,444 =========== =========== The accompanying notes are an integral part of these consolidated financial statements. 4 SHARPS COMPLIANCE CORP. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED MARCH 31, ------------------------------ 2001 2000 ----------- ----------- REVENUES: Distribution, net .................. $ 3,155,827 $ 2,879,495 Consulting services ................ 87,860 114,140 Environmental ...................... 75,596 -- ----------- ----------- Total revenues ................. 3,319,283 2,993,635 COSTS AND EXPENSES: Cost of revenues ................... 1,470,438 1,722,442 Selling, general and administrative ................... 2,290,499 2,301,924 Depreciation and amortization ...... 80,469 74,576 ----------- ----------- Operating loss ................. (522,123) (1,105,307) INTEREST INCOME, net ................. 20,195 35,625 ----------- ----------- Net loss ....................... $ (501,928) $(1,069,682) =========== =========== BASIC AND DILUTED NET LOSS PER SHARE .............................. $ (.06) $ (.14) =========== =========== SHARES USED IN COMPUTING NET LOSS PER SHARE, BASIC AND DILUTED ............................ 8,400,167 7,626,444 =========== =========== The accompanying notes are an integral part of these consolidated financial statements. 5 SHARPS COMPLIANCE CORP. AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED MARCH 31, -------------------------- 2001 2000 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss ............................................. $ (501,928) $(1,069,682) Adjustments to reconcile net loss to net cash used in operating activities- Depreciation and amortization ....................... 80,469 66,326 Amortization of deferred compensation ............... -- 8,250 Changes in operating assets and liabilities- (Increase) decrease in accounts receivable .......... 112,815 (232,259) Increase in inventory ............................... (94,395) (112,619) Decrease in prepaids and other current assets ....... 43,128 50,298 Increase in accounts payable and accrued liabilities ........................... 128,368 108,175 Increase (decrease) in accrued disposal costs ....... (545,496) 325,738 Increase in deferred revenue ........................ 105,230 -- ----------- ----------- Net cash used in operating activities .............. (671,809) (855,773) CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment .................. (125,205) (29,007) Sales of short-term investments ...................... 715,984 1,300,000 Purchases of short-term investments .................. (1,000,000) (122,000) ----------- ----------- Net cash provided by (used in) investing activities (409,221) 1,148,993 CASH FLOWS FROM FINANCING ACTIVITIES: Payments on notes payable ............................ (45,442) (21,651) Issuance of common stock ............................. 1,000,000 -- ----------- ----------- Net cash provided by (used in) financing activities 954,558 (21,651) ----------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS .......................................... (126,472) 271,569 CASH AND CASH EQUIVALENTS, beginning of period .......... 153,346 15,452 ----------- ----------- CASH AND CASH EQUIVALENTS, end of period ................ $ 26,874 $ 287,021 =========== =========== The accompanying notes are an integral part of these consolidated financial statements. 6 NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2001 1. ORGANIZATION AND BACKGROUND: ORGANIZATION The accompanying condensed consolidated financial statements include the accounts of Sharps Compliance Corp. ("SCC") (formerly U.S. Medical Systems, Inc.) and its wholly owned subsidiaries, Sharps Compliance, Inc. of Texas, dba Sharps Compliance, Inc. ("SCI"), Sharps e-Tools.com, Inc. ("Sharps e-Tools"), and Sharps Environmental Services, Inc., dba Sharps Environmental Services of Texas, Inc. ("Sharps Environmental Services") (collectively, "Sharps" or the "Company"). All significant intercompany accounts and transactions have been eliminated in consolidation. BUSINESS Sharps focuses on developing cost-effective, logistical and educational solutions for healthcare and non-healthcare institutional markets. These solutions include the Sharps Disposal by Mail(TM) System, Trip LesSystem(TM), Pitch It(TM) IV Poles, Sharps e-Tools and Sharps Environmental Services. Sharps products and services are provided primarily to create cost and logistical efficiencies. These products and services facilitate compliance with state and federal regulations by tracking, incinerating and documenting the disposal of medical waste. Additionally, these services facilitate compliance with education and training as set forth by federal, state, local and regulatory agencies. Waste generators who use the Sharps Disposal by Mail (TM) System are responsible for mailing the systems to the Sharps Environmental Services Resource Recovery Facility (the "Disposal Facility") for incineration. Effective July 1, 2000, the Company entered into an agreement with the City of Carthage, Texas and Panola County (collectively, the "City") to manage and operate the Disposal Facility. The length of the agreement is three years, and Sharps is responsible for maintaining the Disposal Facility as required by federal, state, local and/or regulatory agencies. Prior to July 1, 2000, Sharps paid the City to perform the incineration function. Sharps is also responsible for paying the postage costs associated with the Sharps Disposal by Mail (TM) System being mailed to the Disposal Facility by the waste generators. Prior to July 1, 2000, Sharps recorded accrued disposal costs for both postage and incineration based on the number of Sharps Disposal by Mail(TM) Systems sold that management estimated would eventually be returned for incineration. However, subsequent to June 30, 2000, Sharps began accruing only for estimated postage costs as the Company assumed operation of the Disposal Facility effective July 1, 2000. For sales subsequent to June 30, 2000, deferred revenue is recorded for non-refundable payments received for which the incineration services have not been performed (See Note 3), and incineration costs are expensed as incurred. Sharps estimates returns of the Sharps Disposal by Mail(TM) Systems based on historical experience. Accrued disposal costs are adjusted prospectively for revisions in the estimated disposal costs and return rate, if any. Depending upon the experience of Sharps, such revisions could be significant. During the quarter ended March 31, 2001, the Company completed an analysis of its accrued disposal liability on a historical basis and recorded a reduction of the liability of $540,996. During the quarter ended March 31, 2001, the Company reclassified a portion of its disposal liability as long-term, based on management's estimate of when returns of the Sharps Disposal by Mail System will occur. During the nine months ended March 31, 2001 and 2000, the Company accrued $525,380 and $680,000, respectively, for estimated disposal costs and funded $529,880 and $354,000, respectively, of actual disposal costs. Sharps continues to sole-source each of its transportation and software development functions. Sharps may be affected by its dependence on the suppliers of these functions. Management believes the risk is mitigated by the long-standing business relationships with and reputation of Sharps' suppliers. The Company also has entered into agreements, effective July 2000, with a strategic partner to provide online education programs related to the Company's e-Tools service line and, as discussed above, the City to manage and operate the Disposal Facility. Although there are no assurances with regard to the continued future business associations after expirations of certain agreements between Sharps and its suppliers, management believes that alternative sources would be available at similar costs due to the generic nature of the products and services offered. 7 Sharps has incurred significant losses from operations since its inception and has had working capital deficits in the past. Sharps expects to continue to incur substantial costs related to sales, marketing and administrative activities. There can be no assurance that Sharps will ever attain profitable operations or will be able to generate sufficient revenue levels to support operations. The future success of Sharps is dependent upon many factors, including environmental regulation, continuity of its distributorship agreements, successful completion of its product development activities and the identification and penetration of additional markets for its products and services. Management believes that the Company's current resources will be sufficient to fund operations through fiscal year 2001. However, if the Company is unable to achieve its projected sales or cash flows from operations, the Company may require additional financing to meet its operating cash flow needs. Management believes that it will be successful in raising such financing, if necessary; however there can be no assurance that the Company will be able to obtain financing on acceptable terms. The Company has been advised by its independent public accountants that their report on the June 30, 2001, financial statements may be modified with respect to the Company's ability to continue as a going concern. 2. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission and, accordingly, do not include all information and footnotes required under accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, these interim condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the financial position of the Company as of March 31, 2001 and the results of its operations and its cash flows for the nine months ended March 31, 2001 and 2000. The results of operations for the nine months ended March 31, 2001, are not necessarily indicative of the results to be expected for the entire fiscal year ending June 30, 2001. These condensed consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-KSB for the year ended June 30, 2000. 3. REVENUE RECOGNITION Sharps has adopted Staff Accounting Bulletin No. 101, "Revenue Recognition" ("SAB No. 101"), which provides guidance related to revenue recognition based on interpretations and practices followed by the Securities and Exchange Commission. Adoption of SAB No. 101 did not have a material effect on the Company's financial position or results of operations, although its revenue recognition has been modified for a change in business that occurred in July 2000 (See Note 1). Prior to July 1, 2000, product sales were recognized as revenue when the Sharps Disposal by Mail(TM) System was delivered and accepted by the customer. Effective July 1, 2000, the Company assumed responsibility for operation of the Disposal Facility and, accordingly, began deferring a portion of the product sales revenue associated with providing the incineration service. Deferred revenue is recognized when the Sharps Disposal by Mail(TM) Systems sold are returned to the Disposal Facility and incinerated. The deferral amount is based on objective evidence of fair value for the incineration function, based on sales of this service to other third parties. Further, the deferral amount is based on the number of Sharps Disposal by Mail(TM) Systems that management estimates will eventually be incinerated at the Disposal Facility. Deferred revenue will be adjusted prospectively for revisions in the estimated return rate, if any. Depending upon the experience of the Company, such revisions could be significant. 4. STOCKHOLDERS' EQUITY On August 31, 2000, the Company completed a private placement of 1,000,000 shares of its common stock for proceeds of $1,000,000. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS THIS QUARTERLY REPORT ON FORM 10-QSB CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO SCC AND ITS SUBSIDIARIES THAT ARE BASED ON THE BELIEFS OF THE COMPANY'S MANAGEMENT AS WELL AS ASSUMPTIONS MADE BY AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY'S MANAGEMENT. WHEN USED IN THIS REPORT, THE WORDS "ANTICIPATE," "BELIEVE," "ESTIMATE" AND "INTEND" AND WORDS OR PHRASES OF SIMILAR IMPORT, AS THEY RELATE TO SCC OR ITS SUBSIDIARIES OR COMPANY MANAGEMENT, ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS REFLECT THE CURRENT RISKS, UNCERTAINTIES AND ASSUMPTIONS RELATED TO CERTAIN FACTORS INCLUDING, WITHOUT LIMITATIONS, COMPETITIVE FACTORS, GENERAL ECONOMIC CONDITIONS, CUSTOMER RELATIONS, RELATIONSHIPS WITH VENDORS, GOVERNMENTAL REGULATION AND SUPERVISION, SEASONALITY, DISTRIBUTION NETWORKS, PRODUCT INTRODUCTIONS AND ACCEPTANCE, TECHNOLOGICAL CHANGE, CHANGES IN INDUSTRY PRACTICES, ONETIME EVENTS AND OTHER FACTORS DESCRIBED HEREIN. BASED UPON CHANGING CONDITIONS, SHOULD ANY ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD ANY UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED HEREIN AS ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED OR INTENDED. THE COMPANY DOES NOT INTEND TO UPDATE THESE FORWARD-LOOKING STATEMENTS. GENERAL The Company's revenues were approximately $1,183,000 for the quarter ended March 31, 2001, compared to revenue of approximately $1,147,000 for the quarter ended December 31, 2000. The Company's revenues increased by $36,000 for the quarter ended March 31, 2001 over the immediately preceding quarter. The increase in revenues is attributed primarily to the increased acceptance of the Company's Sharps Disposal by Mail(TM) Systems and Trip LesSystem(TM). The Company expects that its results of operations will continue to fluctuate between periods based upon the timing and level of sales to distributors. Selling, general and administrative expenses decreased by approximately $45,000 to $764,000 for the quarter ended March 31, 2001 from $809,000 for the quarter ended December 31, 2000. The Company reported a net income of $184,714 or $0.02 per share in the quarter ended March 31, 2001, compared to a net loss of ($407,815) or ($0.05) per share in the quarter ended December 31, 2000. The change in net income (loss) was substantially all due to a revaluation adjustment to the Company's accrued disposal liability. During the quarter ended March 31, 2001, the Company completed an analysis of its accrued disposal liability based on management's review of historical experience and recorded a reduction of the liability of $540,996. The Company introduced a new product, the SureTemp Tote(TM), to our existing customer base. SureTemp Tote(TM) is a NEW patented system for shipping items that must travel in a temperature-controlled environment. Preliminary feedback from customers has been positive. The Company believes that the opportunity within the current healthcare customer base is significant, with nearly 100% of our customers using a cold shipping system on a daily basis. On April 27, 2001, the Company announced that it is initiating a pilot program with Waste Management, Inc. to facilitate the use of safe disposal systems for individuals who use needles and syringes in their home. Under the program, Waste Management will make the Sharps Disposal by Mail(TM) System available to Waste Management's customers initially in Orange County, CA., Denver, CO., and Orlando, FL. RESULTS OF OPERATIONS The following table sets forth, for the periods indicated, certain items from the Company's Condensed Consolidated Financial Statements of Operations, expressed as a percentage of revenue: 9 THREE MONTHS ENDED NINE MONTHS ENDED MARCH 31, MARCH 31, 2001 2000 2001 2000 ----------- ---------- ---------- --------- Net revenues 100% 100% 100% 100% Costs and expenses: Cost of revenues (18%) (58%) (44%) (58%) Selling, general and administrative (65%) (79%) (70%) (77%) Depreciation and amortization (2%) (2%) (2%) (2%) ---- ---- ---- ---- Total operating expenses (85%) (139%) (116%) (137%) ---- ---- ---- ---- Income (Loss) from operations 15% (39%) (16%) (37%) Total other income 1% 1% 1% 1% ---- ---- ---- ---- Net Income (Loss) 16% (38%) (15%) (36%) ==== ==== ==== ==== QUARTER ENDED MARCH 31, 2001 COMPARED TO QUARTER ENDED MARCH 31, 2000 The Company's distribution revenues were approximately $1,149,000 for the quarter ended March 31, 2001, compared to distribution revenues of approximately $916,000 for the quarter ended March 31, 2000. The increase in revenues is attributed primarily to the increased acceptance of the Company's Sharps Disposal by Mail(TM) Systems and Trip LesSystem(TM). The increase was partially offset by the net deferral of $26,000 of incineration revenue for this quarter period resulting from the Company assuming operation of the Panola County Resource Recovery Facility effective July 1, 2000. Prior to July 1, 2000, such revenue was recognized at the time the Sharps Disposal by Mail(TM) Systems were delivered and accepted by the customer, as the Company had no significant further service obligation for incineration. The Company expects that its results of operations will continue to fluctuate between periods based upon the timing and level of sales to distributors. Environmental revenue was approximately $32,000 for the quarter ended March 31, 2001, compared to none for the quarter ended March 31, 2000, resulting from the Company assuming the operations of the Panola County Resource Recovery Facility effective July 1, 2000. The Company began incinerating third-party waste at the facility in August 2000. Consulting services revenue decreased to approximately $2,000 for the quarter ended March 31, 2001, from approximately $43,000 for the quarter ended March 31, 2000. The decrease in consulting service revenue is due to the phase out of the service line by the Company. Selling, general and administrative expenses increased by $6,000, to approximately $764,000 for the quarter ended March 31, 2001 from approximately $758,000 for the quarter ended March 31, 2000. The additional expenses primarily result from the additional overhead related to the start up of Sharps e-Tools. The Company reported a net income of $184,714 or $0.02 per share in the quarter ended March 31, 2001, compared to a net loss of ($368,312) or ($0.05) per share in the quarter ended March 31, 2000. During the quarter ended March 31, 2001, the Company completed an analysis of its accrued disposal liability on a historical basis and recorded a reduction of the liability of $540,996 (see above discussion). NINE MONTHS ENDED MARCH 31, 2001 COMPARED TO NINE MONTHS ENDED MARCH 31, 2000 The Company's distribution revenues were approximately $3,156,000 for the nine months ended March 31, 2001, compared to distribution revenues of approximately $2,879,000 for the nine months ended March 31, 2000. The increase in revenues is attributed primarily to the increased acceptance of the Company's Sharps Disposal by Mail(TM) Systems and Trip LesSystem(TM). The increase was partially offset by the deferral of $105,000 of incineration revenue for this nine month period resulting from the Company assuming operation of the Panola County Resource Recovery Facility effective July 1, 2000. Prior to July 1, 2000, such revenue was recognized at the time the Sharps Disposal by Mail(TM) Systems were delivered and accepted by the customer, as the Company had no significant further service obligation for incineration. The Company expects that its results of operations will continue to fluctuate between periods based upon the timing and level of sales to distributors. 10 Environmental revenue was approximately $76,000 for the nine months ended March 31, 2001, compared to none for the nine months ended March 31, 2000, resulting from the Company assuming the operations of the Panola County Resource Recovery Facility effective July 1, 2000. The Company began incinerating third-party waste at the facility in August 2000. Consulting revenue decreased from approximately $114,000 for the nine months ended March 31, 2000, to approximately $88,000 for the nine months ended March 31, 2001. The decrease in consulting service revenue is due to the phase out of the service line by the Company. Selling, general and administrative expenses decreased to approximately $2,290,000 for the nine months ended March 31, 2001 from approximately $2,302,000 for the nine months ended March 31, 2000. The Company reported a net loss of ($501,928) or ($0.06) per share in the nine months ended March 31, 2001, compared to a net loss of ($1,069,682) or ($0.14) per share in the nine months ended March 31, 2000. During the quarter ended March 31, 2001, the Company completed an analysis of its accrued disposal liability on a historical basis and recorded a reduction of the liability of $540,996 (see above discussion). LIQUIDITY AND CAPITAL RESOURCES As of March 31, 2001, the Company had approximately $352,000 in cash and short-term investments. During the quarter ended March 31, 2001, cash used in operations was $82,000. On August 31, 2000, the Company significantly improved its working capital position through the completion of a private placement of 1,000,000 shares of its common stock for proceeds of $1,000,000. Capital expenditures during the nine months ended March 31, 2001 were approximately $125,000 and consisted primarily of purchases of computers, computer software development and improvements to the Disposal Facility. At March 31, 2001, total long-term debt outstanding was approximately $4,300 for the Company. Additionally, the Company analyzed the historical return results and the portion of the accrued disposal and deferred revenue not expected to be incurred within one year has been classified as long term liability at March 31, 2001, $215,336 and $26,113, respectively. Sharps has incurred significant losses from operations since its inception. The future success of Sharps is dependent upon many factors, including environmental regulation, continuity of its distributorship agreements, successful completion of its product development activities and the identification and penetration of additional markets for its products and services. Management believes that the Company's current resources will be sufficient to fund operations through fiscal year 2001. However, if the Company is unable to achieve its projected sales or cash flows from operations, the Company may require additional financing to meet its operating cash flow needs. Management believes that it will be successful in raising such financing, if necessary; however there can be no assurance that the Company will be able to obtain financing on acceptable terms. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS Sharps is involved in certain legal actions and claims arising in the normal course of business. While the outcome of these matters cannot be predicted with certainty, management believes these matters will not have a material adverse effect on Sharps' consolidated financial position, results of operations or liquidity. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits The following exhibit is filed as part of this report. 11 EXHIBIT NO. DESCRIPTION ---------- --------------- 27.1 Financial Data Schedule (filed herewith) b) Reports on Form 8-K None. ITEMS 2, 3, 4, AND 5 ARE NOT APPLICABLE AND HAVE BEEN OMITTED. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized. REGISTRANT: SHARPS COMPLIANCE CORP. Dated: May 14, 2001 By:: /s/ GARY L. SHELL ---------------------------- Vice President and Chief Financial Officer Dated: May 14, 2001 By:: /s/ DR. BURT KUNIK ---------------------------- President and Chief Executive Officer 12